1
[FCIC LOGO] EXHIBIT 10.63
First Community Insurance Company
P.O. Box 33027 St. Petersburg, FL 33733
FLOOD INSURANCE AGREEMENT
This agreement is entered into this 17th day of February, 1995, by and between
First Community Insurance Company, 360 Central Avenue, St. Petersburg, Florida
33701 (hereinafter referred to as "General Agent") and Armed Forces Insurance
Exchange whose principal office is located at 550 Eisenhower Road, Leavenworth,
KS 66048-4864 (hereinafter referred to as "Broker") mutually agree as follows:
I. DUTIES OF BROKER
A. To solicit and submit applications together with premiums due, for the
Flood Insurance Policies as authorized under the National Flood
Insurance Act, subject to the published authority of the Federal
Emergency Management Agency/Federal Insurance Administration
(FEMA/FIA).
B. To obey and comply with all State Insurance Department regulations
governing the territory in which the Broker is authorized to solicit
business.
C. To comply with the underwriting guides, bulletins, manuals, and
written instructions issued by the General Agent or the Federal
Emergency Management Agency/Federal Insurance Administration
(FEMA/FIA) regarding the solicitation and submission of flood
insurance applications.
D. To report all claims and claims related activity promptly to the
Company.
II. COMPENSATION
A. The General Agent will compensate the Broker for all acts performed
under the Agreement in the amount of 15 percent on the annual premium
per policy issued by the W.Y.O. Flood Insurance Carrier up to
$2,000.00 and in the amount of 5 percent on the premium per policy in
excess of $2,000.00
B. The Broker shall refund promptly to the General Agent on business
heretofore or hereafter written, compensation on cancelled policies
and on reduction in premiums at the rate at which such compensation
was originally paid.
C. Compensation due under this Agreement is to be payable only during the
continuance of this Agreement and under its terms, and while the
Broker is actively producing and servicing business, hereunder. Any
provision of this Agreement providing for payment of compensation
shall be subject to any indebtedness by the Broker to the General
Agent arising out of Flood insurance policy premium transactions. The
General Agent shall have the right to withhold payments to offset any
such indebtedness; provided, however, that any withholding of
compensation shall be only to the extent necessary to liquidate such
indebtedness.
III. LIMITATION OF AUTHORITY
A. No provision of this Agreement shall be construed to create the
relation of employer and employee between the General Agent and
Broker, and the Broker and the General Agent shall act as independent
contractors and be free within the prescribed underwriting guidelines
of the Company or the Federal Emergency Management Agency/Federal
Insurance Administration (FEMA/FIA) in force at the time to exercise
their own judgement as to whom they will solicit, and the time, place
and manner, and the amount of such solicitation.
B. The Broker has no authority to extend time of payment of premiums, or
to waive or extend any obligation or condition of the Standard Flood
Insurance Policy, or incur any liability on behalf of the Company.
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C. The Broker shall not participate in the settlement of claims, pay
claims or commit the Company to the payment of claims.
IV. GENERAL AGREEMENTS
A. In the event of termination of this Agreement, the Broker shall
promptly account for all premiums and transactions covered by this
agreement, whereupon the ownership of the flood insurance business
produced under this Agreement is left in the possession of the Broker.
In the event the Broker shall fail to render such an accounting within
90 days of the termination hereof, the flood insurance business
provided under this Agreement shall become the property of the General
Agent.
B. It is mutually agreed that if either party deviates from the
provisions of the Agreement, whether or not such deviation is
protested by the other party or parties, such deviation shall not be
held to have changed this Agreement, or the rights of the parties
hereunder in any respect. No change in or modification to this
Agreement shall be valid and binding unless reduced in writing and
executed by both parties.
C. This Agreement shall continue in full force and effect until
terminated by either party giving to the other a written notice at
least 90 days prior to the effective date of such termination;
provided, however, either party may terminate this Agreement
immediately with notice if the other party is guilty of any material
violation of the terms hereof.
D. Applications, advertising material and other material furnished by the
Company are the property of the Company and will be returned to the
Company upon termination of the Agreement.
E. The General Agent, through the W.Y.O. flood insurance carrier, shall
provide direct billed renewal premium notice to the designated payor
of the flood insurance policy prior to the expiration date of the
policy and shall provide the Broker with either list notice or
individual notice of the upcoming expiration of the policies serviced
by the Broker under this Agreement.
F. Each party agrees to hold the other parties harmless and free of
liability arising from any act or omission or responsibility of
themselves under this Agreement.
G. Broker shall allow the General Agent to audit all books and records
relating to insurance written pursuant to this Agreement.
H. This Agreement cannot be assigned to others without written agreement
of the General Agent.
This Agreement constitutes the full agreement, oral or written, between the
General Agent, and the Broker, but shall be subject to such changes as may be
provided in writing from time to time.
IN WITNESS WHEREOF, The Parties hereto have executed this Agreement.
Broker:
Signed this----- day By: /s/ Edward Felker
of -----, 19 -- ---------------------------------
Title: Vice President
------------------------------
Agency: Armed Forces Ins. Exchange
-----------------------------
Agency No.: 82-357
-------------------------
First Community Insurance Company
Signed this 7th day of
March, 1995 By: /s/ Yolanda D. Becker
---------------------------------
Title: Assistant Vice President
------------------------------
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COMMISSION ADDENDUM
-------------------
THIS ADDENDUM shall be attached to and form a part of the Flood Insurance
Agreement between Armed Forces Insurance Exchange and First Community Insurance
Company dated February 20, 1995
It is hereby agreed by both parties shown above that Section II,
Part A, compensation is amended in part to read as follows:
New Business 20% Until December 31, 1999
Rollovers 20% Until December 31, 1999
Renewals 18% Until December 31, 1999
The above Commissions are based on a reasonably estimated number of policies.
If the actual policy count does not reach 90% of this estimate, the commission
amount may be adjusted at the discretion of First Community Insurance Company.
This addendum is hereby agreed to and shall become effective on the 17th day of
February, 1995.
ARMED FORCES FIRST COMMUNITY
INSURANCE EXCHANGE INSURANCE COMPANY
/S/ Edward Felker /S/ Kathleen M. Batson
- ----------------------- ----------------------------
By By
Vice President Senior Vice President
- ----------------------- ----------------------------
Title Title
2-22-95 2-22-95
- ----------------------- ----------------------------
Date Date
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[BANKERS INSURANCE GROUP LOGO]
Bankers Underwriters, Inc.
P.O. Box 15707 St. Petersburg, FL 33733
Armed Forces Ins. Exchange
82357
FLOOD INSURANCE AGREEMENT
This agreement is entered into this 17th day of February, 1995, by and between
Bankers Underwriters, Inc. of St. Petersburg, Florida (hereinafter referred to
as "General Agent") and Armed Forces Central Insurance Exchange whose principal
office is located at 550 Eisenhower Road, Leavenworth, KS 66048-4864
(hereinafter referred to as "Broker") mutually agree as follows:
I. Duties of Broker
A. To solicit and submit applications together with premiums due, for the
Flood Insurance Policies as authorized under the National Flood
Insurance Act, subject to the published authority of the Federal
Emergency Management Agency/Federal Insurance Administration
(FEMA/FIA).
B. To obey and comply with all State Insurance Department regulations
governing the territory in which the Broker is authorized to solicit
business.
C. To comply with the underwriting guides, bulletins, manuals, and
written instructions issued by the General Agent or the Federal
Emergency Management Agency/Federal Insurance Administration
(FEMA/FIA) regarding the solicitation and submission of flood
insurance applications.
D. To report all claims and claims related activity promptly to the
Company.
II. Compensation
A. The General Agent will compensate the Broker for all acts performed
under the Agreement in the amount of 15 percent of the annual premium
per policy issued by the W.Y.O. Flood Insurance Carrier up to
$2,000.00 and in the amount of 5 percent on the premium per policy in
excess of $2,000.00.
B. The Broker shall refund promptly to the General Agent on business
heretofore or hereafter written, compensation on cancelled policies
and on reductions in premiums at the rate at which such compensation
was originally paid.
C. Compensation due under this Agreement is to be payable only during the
continuance of this Agreement and under its terms, and while the
Broker is actively producing and servicing business, hereunder. Any
provision of this Agreement providing for payment of compensation
shall be subject to any indebtedness by the Broker to the General
Agent arising out of Flood insurance policy premium transactions. The
General Agent shall have the right to withhold payments to offset any
such indebtedness; provided, however, that any withholding of
compensation shall be only to the extent necessary to liquidate such
indebtedness.
III. Limitation of Authority
A. No provision of this Agreement shall be construed to create the
relation of employer and employee between the General Agent and
Broker, and the Broker and the General Agent shall act as independent
contractors and be free within the prescribed underwriting guidelines
of the Company or the Federal Emergency Management Agency/Federal
Insurance Administration (FEMA/FIA) in force at the time to exercise
their own judgement as to whom they will solicit, and the time, place
and manner, and the amount of such solicitation.
B. The Broker has no authority to extent time of payment of premiums, or
to waive or extend any obligation or condition of the Standard Flood
Insurance Policy, or incur any liability on behalf of the Company.
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C. The Broker shall not participate in the settlement of claims, pay
claims or commit the Company to the payment of claims.
IV. General Agreements
A. In the event of termination of this Agreement, the Broker shall
promptly account for all premiums and transactions covered by this
agreement, whereupon the ownership of the flood insurance business
produced under this Agreement is left in the possession of the Broker.
In the event the Broker shall fail to render such an accounting within
90 days of the termination hereof, the flood insurance business
provided under this Agreement shall become the property of the General
Agent.
B. It is mutually agreed that if either party deviates from the provisions
of the Agreement, whether or not such deviation is protested by the
other party or parties, such deviation shall not be held to have
changed this Agreement, or the rights of the parties hereunder in any
respect. No change in or modification to this Agreement shall be valid
and binding unless reduced to writing and executed by both parties.
C. This Agreement shall continue in full force and effect until terminated
by either party giving to the other a written notice at least 90 days
prior to the effective date of such termination; provided, however,
either party may terminate this Agreement immediately with notice if
the other party is guilty of any material violation of the terms
hereof.
D. Applications, advertising material and other material furnished by the
Company are the property of the Company and will be returned to the
Company upon termination of the Agreement.
E. The General Agent, through the W.Y.O. flood insurance carrier, shall
provide direct billed renewal premium notice to the designated payor of
the flood insurance policy prior to the expiration date of the policy
and shall provide the Broker with either list notice or individual
notice of the upcoming expiration of the policies serviced by the
Broker under this Agreement.
F. Each party agrees to hold the other parties harmless and free of
liability arising from any act or omission or responsibility of
themselves under this Agreement.
G. Broker shall allow the General Agent to audit all books and records
relating to insurance written pursuant to this Agreement.
H. This Agreement cannot be assigned to others without written agreement
of the General Agent.
This Agreement constitutes the full agreement, oral or written, between the
General Agent, and the Broker, but shall be subject to such changes as many be
provided in writing from time to time.
IN WITNESS WHEREOF, The Parties hereto have executed this Agreement.
Broker:
Signed this day of , 19 By: /S/ Edward Felker
-- ------ -- ------------------------------
Title: Vice President
---------------------------
Agency: Armed Forces Ins. Exchange
--------------------------
Agency No.: 82-357
----------------------
Bankers Underwriters, Inc.
Signed this 7th day of March, 1995
By: /S/ Yolanda D. Becker
-----------------------------
Title: Assistant Vice President
---------------------------
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COMMISSION ADDENDUM
THIS ADDENDUM shall be attached to and form a part of the Flood Insurance
Agreement between Armed Forces Insurance Exchange and Bankers Insurance Company
dated February 20, 1995
It is hereby agreed by both parties shown above that Section II,
Part A, compensation is amended in part to read as follows:
New Business 20% Until December 31, 1999
Rollovers 20% Until December 31, 1999
Renewals 18% Until December 31, 1999
The above Commissions are based on a reasonably estimated number of policies.
If the actual policy count does not reach 90% of this estimate, the commission
amount may be adjusted at the discretion of Bankers Insurance Company.
This addendum is hereby agreed to and shall become effective on the 17th day of
February, 1995.
ARMED FORCES BANKERS
INSURANCE EXCHANGE INSURANCE COMPANY
/s/ Edward Felker /s/ Kathleen M. Batson
- ------------------------------ -----------------------------
By By
Vice President Senior Vice President
- ------------------------------ -----------------------------
Title Title
2-22-95 2-22-95
- ----------------------------- -----------------------------
Date Date
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COMMISSION ADDENDUM
THIS ADDENDUM shall be attached to and form a part of the Flood Insurance
Agreement between ARMED FORCES INSURANCE EXCHANGE and Bankers Insurance
Company/First Community Insurance Company.
It is hereby agreed by both parties shown above that Section II, Part A,
compensation is amended in part to read as follows:
New Business- 20%
Rollover- 20%
RENEWALS- 20%
The above commissions are based on a reasonably estimated number of policies. If
the actual policy count drops below 90% of this estimate, the commission amount
may be adjusted at the discretion of Bankers Insurance Company/First Community
Insurance Company.
The addendum is hereby agreed to and shall become effective on OCTOBER 1, 1997.
ARMED FORCES INSURANCE EXCHANGE BANKERS INSURANCE CO./
FIRST COMMUNITY INSURANCE CO.
/s/ Gerald Frietchen /s/ Gregg Barrett
- ----------------------------------- -----------------------------
Gerald Frietchen Gregg Barrett
- ----------------------------------- -----------------------------
Vice President Insurance Operations Vice President
9/22/97 9/23/97
- ------------------------------ -----------------------------
Date Date
Producer Number- 82357
ARMED FORCES INS EXCHANGE
10-1-97